SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Proxy Statement Pursuant to Section
14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
|☑||Filed by the Registrant||☐||Filed by a Party other than the Registrant|
|CHECK THE APPROPRIATE BOX:|
|☐||Preliminary Proxy Statement|
|☐||Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))|
|☐||Definitive Proxy Statement|
|☑||Definitive Additional Materials|
|☐||Soliciting Material Under Rule 14a-12|
Western Digital Corporation
(Name of Registrant as Specified In Its
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
|PAYMENT OF FILING FEE (CHECK THE APPROPRIATE BOX):|
|☑||No fee required.|
|☐||Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.|
|1) Title of each class of securities to which transaction applies:|
|2) Aggregate number of securities to which transaction applies:|
|3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):|
|4) Proposed maximum aggregate value of transaction:|
|5) Total fee paid:|
|☐||Fee paid previously with preliminary materials:|
|☐||Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.|
|1) Amount previously paid:|
|2) Form, Schedule or Registration Statement No.:|
|3) Filing Party:|
|4) Date Filed:|
*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on November 18, 2020.
WESTERN DIGITAL CORPORATION
5601 GREAT OAKS PARKWAY
SAN JOSE, CA 95119
You are receiving this communication because you hold shares in the company named above.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com, scan the QR Barcode on the reverse side, or easily request a paper copy (see reverse side).
We encourage you to access and review all of the important information contained in the proxy materials before voting.
See the reverse side of this notice to obtain proxy materials and voting instructions.
Before You Vote
How to Access the Proxy Materials
How To Vote
Please Choose One of the Following Voting Methods
|The Board of Directors recommends a vote FOR each of the|
|1.||ELECTION OF DIRECTORS|
|1a.||Kimberly E. Alexy|
|1b.||Martin I. Cole|
|1c.||Kathleen A. Cote|
|1e.||David V. Goeckeler|
|1f.||Matthew E. Massengill|
|1g.||Paula A. Price|
|1h.||Stephanie A. Streeter|
The Board of Directors recommends a vote FOR Proposals 2, 3 and 4:
To approve on an advisory basis the named executive officer compensation disclosed in the Proxy Statement;
To approve an amendment and restatement of our 2017 Performance Incentive Plan to increase by 9.8 million the number of shares of our common stock available for issuance under that plan; and
To ratify the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2021.
In their discretion, the Proxies are authorized to vote on such other business as may properly come before the meeting and any postponement or adjournment of the meeting.